UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 under the Securities Exchange Act of 1934 For the month of April 2023 Commission File Number 001-33161 NORTH AMERICAN CONSTRUCTION GROUP LTD. 27287 - 100 Avenue Acheson, Alberta T7X 6H8 (780) 960-7171 (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. For ...

Financial Performance & Outlook - The company's Adjusted EBITDA (TTM) is $245 million[13] - The company's Adjusted EPS (TTM) is $2.41[13] - The company aims to improve equipment utilization and project wins to achieve projected revenue growth[4] - The company's bid pipeline is approximately $4.5 billion[97] - The company targets a backlog exceeding $2 billion for 2023[104] Operational Highlights - The company's combined revenue was $1.1 billion[13] - The company operates in 3 countries and across 30 operational sites[38] - The company has a diversified business with 50% of revenue from Canadian Oil Sands customers, 30% from Canadian Mining, 10% from Civil Construction, and 5% each from Mine Management and External Maintenance[39, 40] - The company is focused on increasing maintenance headcount, with a net increase of 50 in 2H 2022[89] Competitive Advantages & Strategies - The company emphasizes its position as the largest heavy construction and mining contractor with a significant equipment fleet in North America[20] - The company focuses on being a low-cost operator through in-house maintenance and global sourcing of components[64, 65] - The company aims to reduce emissions intensity by 10% by 2025, 20% by 2028, and achieve net zero by 2050[78]

Adjusted EBITDA1 ($m) 8 Q4 2 0 2 2E A R NI NGS Utilizing and Investing in Technology | --- | --- | --- | |-------------------------------------------------------------------------------------------------------------------------------|-------|-------| | | | | | Telematics hardware now installed on 375 pieces of heavy equipment | | | | • Specific to Q4, approximately 110,000 machine hours monitored | | | | Acheson control center operational and showing meaningful results | | | | • 395 alerts identified during ...

Financial Data and Key Metrics Changes - Combined revenue reached $320 million, marking the highest quarterly revenue in the company's history, with a trailing 12-month revenue exceeding $1 billion at $1.054 billion, surpassing the previous record of $1.016 billion [24][25] - Adjusted earnings per share (EPS) for the quarter was $1.10, an increase of $0.51 from Q4 2021, driven by $45.7 million of adjusted EBIT [29] - Gross profit margin improved to 17.8% from 14.7% in Q3 2022, reflecting strong operational performance [35] - Adjusted EBITDA reached a record $86 million, exceeding the previous record by over 40% [36] - Net debt levels decreased by $52 million in the quarter, with net debt leverage at 1.5 times [39] Business Line Data and Key Metrics Changes - Revenue from the core heavy equipment fleet increased by 30% quarter-over-quarter, driven by improved equipment utilization and updated unit rates [2] - Equipment operating hours rose over 15% in the quarter, with utilization reaching 75%, significantly higher than the 64% in Q3 2021 [3][16] - Wholly owned business lines, including DGI Trading and external sales of rebuilt haul trucks, posted strong revenue consistent with Q4 of the previous year [4] Market Data and Key Metrics Changes - Revenue generated from joint ventures and affiliates was $87 million in Q4, compared to $54 million in Q4 2021, driven by growth in rebuilt haul trucks and the Fargo-Moorhead flood diversion project [33][34] - The company expects high demand to continue throughout 2023 and into 2024, with a backlog of $1.3 billion, aiming to exceed $2 billion by year-end [46] Company Strategy and Development Direction - The company is focusing on increasing its skilled trades workforce and enhancing internal maintenance capabilities to improve fleet utilization [41][43] - There is an emphasis on leveraging technology, including telematics systems, to improve operational efficiency and safety [19][21] - The company is actively pursuing opportunities in the EV metals market and other commodities, with a focus on M&A for growth [170] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the strong demand cycle for commodities, particularly in the context of EV metals, indicating a robust market outlook [101][97] - The company is cautious about projecting trends without sufficient data points, particularly regarding fleet utilization [94] - Management highlighted the importance of maintaining a disciplined approach to capital allocation, balancing deleveraging with growth opportunities [69][70] Other Important Information - The company plans to increase its dividend by 25% and is focused on deleveraging due to rising interest rates [48] - The telematics system has already saved over $2 million in machine components and is expected to double savings in 2023 [21] Q&A Session Summary Question: How should utilization targets be interpreted for the year? - Management indicated that utilization targets of 75% to 85% should be viewed with seasonally weaker quarters at the lower end and stronger quarters like Q4 towards the mid-80s level [53] Question: Is Suncor's contractor headcount reduction an opportunity or threat? - Management believes it is not a threat, as demand for their services remains strong and consolidated [54] Question: How does the backlog and guidance for 2023 look? - Management expects the backlog to exceed $2 billion by year-end, with a cyclical nature affecting quarter-to-quarter comparisons [105][106] Question: What are the impacts of inflation and project margins? - Management stated that inflationary pressures have been modeled into project forecasts, and expected project margins remain intact [166] Question: What is the outlook for the Fargo-Moorhead project? - The project is ramping up well, with expectations for peak production and workforce in the coming year [111][163]

Financial Performance - Revenue for the year ended December 31, 2022, was $769.5 million, representing an increase of $115.4 million (or 18%) compared to 2021[63]. - Total combined revenue reached $1,054.3 million in 2022, a year-over-year increase of $242.0 million (or 30%)[64]. - Gross profit was $101.5 million, with a gross profit margin of 13.2%, down from 13.8% in the previous year[65]. - Adjusted EBITDA for 2022 was $245.4 million, an 18% increase from $207.3 million in 2021, with an adjusted EBITDA margin of 23.3%[68]. - Net income for the year was $67.4 million, resulting in a basic net income per share of $2.46, up from $1.81 in 2021[61]. - Free cash flow amounted to $70.0 million, driven by adjusted EBITDA less sustaining capital additions and cash interest paid[70]. - The company's share of revenue from joint ventures and affiliates was $596.0 million, a significant increase of 79% compared to $332.4 million in 2021[64]. - Adjusted EBITDA for the year ended December 31, 2022, was $245,352,000, representing a margin of 23.3%[72]. - Net income for the year ended December 31, 2022, was $67,372,000, up from $51,408,000 in 2021, reflecting a growth of 31.0%[75]. - Basic net income per share increased to $2.46 in 2022 from $1.81 in 2021, marking a rise of 36.0%[75]. - Total combined revenue for the year ended December 31, 2022, reached $1,054,265,000, a significant increase from $812,226,000 in 2021[77]. - Gross profit for the year ended December 31, 2022, was $101,548,000, compared to $90,417,000 in 2021, indicating a growth of 12.3%[75]. Cash Flow and Liquidity - Cash provided by operating activities for Q4 2022 was $78.1 million, an increase from $65.9 million in Q4 2021, and for the full year 2022, it was $169.2 million compared to $165.2 million in 2021[127]. - Cash used in investing activities for Q4 2022 was $17.5 million, down from $24.3 million in Q4 2021, primarily due to $27.9 million spent on property, plant, and equipment[130]. - For the full year 2022, cash used in investing activities was $97.5 million, slightly down from $99.3 million in 2021, with $111.5 million allocated for property, plant, and equipment purchases[131]. - Cash reserves rose significantly to CAD 69,144,000 in 2022, up from CAD 16,601,000 in 2021, marking an increase of about 316%[256]. - The company reported a total capital liquidity of $212.4 million as of December 31, 2022, down from $233.1 million in 2021, a decrease of 8.8%[110]. Debt and Obligations - Total debt as of December 31, 2022, was $424,912,000, an increase from $385,626,000 in 2021, indicating a rise of 10.2%[72]. - The company’s total debt outstanding as of December 31, 2022, was $424.9 million, which may limit its ability to obtain additional financing and increase vulnerability to interest rate changes[216]. - Total contractual obligations increased to $537.5 million as of December 31, 2022, up from $471.9 million in 2021, primarily due to a $95.3 million increase in the Credit Facility[143]. - As of December 31, 2022, the company had $180.0 million borrowed against its Credit Facility, with $32.0 million in issued letters of credit, compared to $110.0 million and $33.9 million, respectively, in 2021[148]. Operational Metrics - Equipment utilization improved to 69% in the second half of 2022, compared to 58% in the same period of 2021[63]. - The company aims to enhance operational excellence through improved fleet maintenance and utilization[167]. - The equipment fleet is currently composed of 62% owned, 32% finance leased, and 6% rented equipment[121]. Shareholder and Equity Information - Cash dividend declared per share increased to $0.32 in 2022 from $0.16 in 2021, representing a 100% increase[72]. - The company completed a Normal-Course Issuer Bid (NCIB) in 2022, purchasing and canceling 2,113,054 shares at an average price of $15.45, resulting in a total reduction of $16.8 million in common shares[159]. - As of December 31, 2022, the company had 27,827,282 total voting common shares outstanding, including 1,412,502 shares classified as treasury shares[152]. Risks and Challenges - The company faces significant inflationary pressures, particularly in skilled labor and equipment parts, which may impact profitability if future inflation rates are not accurately predicted[221]. - The company relies on skilled labor, facing challenges in attracting and retaining workers, particularly in remote locations[216]. - Labour disputes could adversely affect operations, as the majority of hourly employees are subject to collective bargaining agreements[223]. - The company acknowledges that actual results may differ materially from forward-looking statements due to various risks and uncertainties[212]. - Climate change regulations may increase operational costs and impact business models, necessitating compliance with new environmental standards[226]. - Extreme weather conditions and natural disasters pose risks to project timelines and could lead to revenue losses while incurring ongoing costs[228]. Future Outlook - Adjusted EBITDA for 2022 was $245 million, with a 2023 outlook of $240 million to $260 million[169]. - Adjusted EPS for 2022 was $2.41, with a projected range of $2.15 to $2.35 for 2023[169]. - Free cash flow for 2022 was $70 million, with a forecast of $85 million to $105 million for 2023[169]. - Sustaining capital expenditures for 2022 were $113 million, expected to rise to $120 million to $130 million in 2023[169]. - The company anticipates that $498.6 million of its backlog will be performed over 2023[213]. Internal Controls and Audit - The independent auditor, KPMG LLP, confirmed that the company maintained effective internal control over financial reporting as of December 31, 2022[208]. - Management concluded that the internal control system was effective based on the criteria set forth in the COSO framework[232]. - The audit included testing the operating effectiveness of internal controls related to revenue recognition processes[252]. - KPMG LLP expressed an unqualified opinion on the consolidated financial statements for the years ended December 31, 2022, and 2021[244].

North American Construction Group Ltd. (NYSE:NOA) Q2 2022 Earnings Conference Call October 27, 2022 9:00 AM ET Company Participants Joe Lambert - President and CEO Jason Veenstra - EVP and CFO Conference Call Participants Aaron MacNeil - TD Securities Yuri Lynk - Canaccord Genuity Tim Monachello - ATB Capital Markets Maxim Sytchev - National Bank Financial Bryan Fast - Raymond James Operator Good morning, ladies and gentlemen. And welcome to the North American Construction Group Earnings Call for the Third ...

| --- | --- | --- | --- | --- | --- | |------------------|-------|-------|-------|-------|-------| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 2022 Q3 | | | | | | | EARNINGS | | | | | | | PRESENTATION | | | | | | | October 27, 2022 | | | | | | Forward-looking statements & Non-GAAP financial measures This presentation contains forward-looking information which reflects the current plans and expectations of North American Construction Group Ltd. (the "Company") with respect to future events and ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION For the month of October 2022 Commission File Number 001-33161 NORTH AMERICAN CONSTRUCTION GROUP LTD. 27287 - 100 Avenue Acheson, Alberta T7X 6H8 (780) 960-7171 Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 under the Securities Exchange Act of 1934 Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F o Form 40-F ý Indicate by check ...

North American Construction Group Ltd. (NYSE:NOA) Q2 2022 Results Conference Call July 28, 2022 9:00 AM ET Company Participants Joe Lambert - President and CEO Jason Veenstra - EVP and CFO Conference Call Participants Yuri Lynk - Canaccord Jacob Bout - CIBC Bryan Fast - Raymond James Aaron MacNeil - TD Securities Maxim Sytchev - National Bank Financial Operator Good morning, ladies and gentlemen. Welcome to the North American Construction Group Earnings Call for the Second Quarter Ended June 30, 2022. [Oper ...

[Letter to Shareholders](index=5&type=section&id=Letter%20to%20Shareholders) The CEO highlights Q2 2022's inflationary pressures, a revised 2022 guidance, long-term optimism from operational strength, and a continued commitment to shareholder returns - The company faced **significant inflationary pressure** in Q2 on vendor parts prices and maintenance labor wages, leading to a revision of the **2022 financial guidance**[9](index=9&type=chunk) - Despite challenges, the CEO is optimistic due to **solid operational performance**, improved safety, and financial targets being met by key partnerships[10](index=10&type=chunk) - Long-term confidence is based on a **strong backlog**, favorable commodity price projections, and progress on diversification[10](index=10&type=chunk) - Shareholder returns remain a priority, with a **doubled dividend** in Q1 and an ongoing share repurchase program, expecting to reduce debt and shares by **7-8%**[11](index=11&type=chunk) [Management's Discussion and Analysis](index=6&type=section&id=Management's%20Discussion%20and%20Analysis) [Overall Performance](index=7&type=section&id=Overall%20Performance) Revenue grew significantly in Q2 2022, but adjusted EBITDA and margins declined due to inflationary cost pressures, labor shortages, and the absence of prior-year government subsidies Q2 2022 Financial Highlights vs. Q2 2021 | (Expressed in thousands of Canadian Dollars, except per share amounts) | 2022 | 2021 | Change | | :--- | :--- | :--- | :--- | | Revenue | $168,028 | $139,333 | $28,695 | | Total combined revenue | $227,954 | $175,972 | $51,982 | | Gross profit | $12,440 | $14,453 | ($2,013) | | Adjusted EBITDA | $41,649 | $42,373 | ($724) | | Adjusted EBITDA margin | 18.3% | 24.1% | (5.8)% | | Net income | $7,514 | $2,742 | $4,772 | | Adjusted net earnings | $4,717 | $8,807 | ($4,090) | | Adjusted EPS | $0.17 | $0.31 | ($0.14) | | Free cash flow | $10,393 | $3,430 | $6,963 | - **Revenue increased by 21% YoY**, mainly due to the remobilization of the Fort Hills mine fleet, though technician shortages negatively impacted revenue by an estimated **$15 million**[18](index=18&type=chunk) - **Combined revenue rose 30% YoY**, with the share of revenue from joint ventures increasing **64% to $59.9 million**, driven by strong performance from the Nuna Group[19](index=19&type=chunk) - **Adjusted EBITDA margin fell to 18.3%** from 24.1% in Q2 2021, impacted by technician shortages, inflation, and the conclusion of the CEWS program[21](index=21&type=chunk) [Significant Business Events](index=8&type=section&id=Significant%20Business%20Events) The company initiated a share repurchase program and secured a new five-year contract from a major oil sands producer, adding an estimated $125 million to its backlog - On April 6, 2022, the company announced a Normal Course Issuer Bid (NCIB) to purchase up to **2,113,054 common shares**, representing 10.0% of the public float[25](index=25&type=chunk) - On March 17, 2022, the Mikisew North American Limited Partnership (MNALP) was awarded a five-year contract, adding an estimated **$125 million to backlog**[26](index=26&type=chunk) [Financial Highlights](index=9&type=section&id=FINANCIAL%20HIGHLIGHTS) This section details financial performance, reconciling GAAP to non-GAAP measures and attributing changes in revenue, profit, and income to operational and economic factors Financial Results for the Three and Six Months Ended June 30 | (dollars in thousands, except per share amounts) | Three months ended 2022 | Three months ended 2021 | Six months ended 2022 | Six months ended 2021 | | :--- | :--- | :--- | :--- | :--- | | Revenue | $168,028 | $139,333 | $344,739 | $307,180 | | Gross profit | $12,440 | $14,453 | $34,391 | $45,642 | | Gross profit margin | 7.4% | 10.4% | 10.0% | 14.9% | | Operating income | $6,301 | $1,187 | $21,943 | $23,291 | | Net income | $7,514 | $2,742 | $21,071 | $22,128 | | Adjusted EBITDA | $41,649 | $42,373 | $99,389 | $103,513 | | Adjusted EPS | $0.17 | $0.31 | $0.69 | $0.97 | Reconciliation of Net Income to Adjusted EBITDA (Six Months Ended June 30) | (dollars in thousands) | 2022 | 2021 | | :--- | :--- | :--- | | Net income | $21,071 | $22,128 | | (i) Adjusted net earnings | $19,316 | $27,339 | | (i) Adjusted EBIT | $37,435 | $43,461 | | (i) Adjusted EBITDA | $99,389 | $103,513 | [Analysis of Results](index=10&type=section&id=Analysis%20of%20three%20and%20six%20months%20ended%20June%2030%2C%202022%20results) Revenue increased due to fleet remobilization and acquisitions, but gross profit and margins declined significantly due to technician shortages, inflation, and CEWS discontinuation - Q2 2022 revenue of **$168.0 million** was up from $139.3 million in Q2 2021, driven by the Fort Hills mine fleet and the DGI acquisition[32](index=32&type=chunk) - Q2 2022 **gross profit margin fell to 7.4%** from 10.4% in Q2 2021, caused by technician shortages, inflation, and the absence of the prior year's CEWS subsidy[34](index=34&type=chunk)[35](index=35&type=chunk) - Q2 2022 **operating income increased to $6.3 million** from $1.2 million, largely due to a **$9.5 million decrease** in stock-based compensation expense[38](index=38&type=chunk) [Non-operating Income and Expense](index=12&type=section&id=Non-operating%20income%20and%20expense) Interest expense increased due to a higher average cost of debt, while equity earnings from joint ventures grew significantly, boosting net income for the quarter - Cash-related interest expense for Q2 2022 was **$5.3 million**, with an average cost of debt of **5.2%**, up from 4.0% in Q2 2021[42](index=42&type=chunk) - **Equity earnings from affiliates and joint ventures increased to $8.3 million** in Q2 2022, driven by the Fargo-Moorhead project and MNALP[43](index=43&type=chunk) Net Income and EPS | | Three months ended 2022 | Three months ended 2021 | Six months ended 2022 | Six months ended 2021 | | :--- | :--- | :--- | :--- | :--- | | Net income | $7.5M | $2.7M | $21.1M | $22.1M | | Basic EPS | $0.27 | $0.10 | $0.75 | $0.78 | | Diluted EPS | $0.25 | $0.09 | $0.69 | $0.72 | [Liquidity and Capital Resources](index=14&type=section&id=LIQUIDITY%20AND%20CAPITAL%20RESOURCES) The company maintained a solid liquidity position of $166.1 million, though net debt increased, while detailing capital additions, cash flow movements, and contractual obligations [Summary of Consolidated Financial Position](index=14&type=section&id=Summary%20of%20consolidated%20financial%20position) Total assets remained stable at $870.2 million, while net debt increased by $22.8 million to $391.8 million, with total liquidity standing at $166.1 million Financial Position Summary (as of June 30, 2022) | (dollars in thousands) | June 30, 2022 | December 31, 2021 | Change | | :--- | :--- | :--- | :--- | | Total assets | $870,183 | $869,278 | $905 | | Total debt | $403,549 | $385,626 | $17,923 | | Net debt | $391,832 | $369,025 | $22,807 | | Total shareholders' equity | $278,866 | $278,463 | $403 | - **Total liquidity as of June 30, 2022 was $166.1 million**, consisting of $11.7 million in cash and $154.4 million of unused borrowing availability[52](index=52&type=chunk) [Capital Additions](index=15&type=section&id=Capital%20additions) Capital additions for H1 2022 were $56.6 million, a decrease from the prior year, with all spending classified as sustaining capital for routine maintenance Capital Additions Summary | (dollars in thousands) | Three months ended 2022 | Three months ended 2021 | Six months ended 2022 | Six months ended 2021 | | :--- | :--- | :--- | :--- | :--- | | Sustaining Capital Additions | $22,341 | $19,714 | $56,580 | $62,225 | | Growth Capital Additions | $0 | $48 | $0 | $48 | | **Total Capital Additions** | **$22,341** | **$19,762** | **$56,580** | **$62,273** | - The equipment fleet is currently split among **owned (61%)**, finance leased (33%), and rented equipment (6%)[58](index=58&type=chunk) [Summary of Consolidated Cash Flows](index=16&type=section&id=Summary%20of%20consolidated%20cash%20flows) Operating cash flow increased in Q2 due to higher dividends from joint ventures, while financing activities included debt movements, share repurchases, and dividend payments Consolidated Cash Flow Summary (Six Months Ended June 30) | (dollars in thousands) | 2022 | 2021 | | :--- | :--- | :--- | | Cash provided by operating activities | $59,670 | $67,096 | | Cash used in investing activities | ($51,903) | ($43,202) | | Cash used in financing activities | ($12,667) | ($51,367) | | **Decrease in cash** | **($4,900)** | **($27,473)** | - Cash used in financing activities for Q2 2022 was **$18.8 million**, which included **$17.4 million for the share purchase program** and $2.3 million in dividend payments[66](index=66&type=chunk) [Free Cash Flow](index=17&type=section&id=Free%20cash%20flow) The company generated positive free cash flow of $10.4 million in Q2 2022, a significant improvement from the prior year, benefiting from favorable working capital timing Free Cash Flow Reconciliation | (dollars in thousands) | Three months ended 2022 | Three months ended 2021 | Six months ended 2022 | Six months ended 2021 | | :--- | :--- | :--- | :--- | :--- | | Cash provided by operating activities | $35,485 | $25,267 | $59,670 | $67,096 | | Cash used in investing activities | ($25,092) | ($21,885) | ($51,903) | ($43,202) | | Capital additions financed by leases | $0 | $0 | ($8,695) | ($15,023) | | Add back: Growth capital additions | $0 | $48 | $0 | $48 | | **Free cash flow** | **$10,393** | **$3,430** | **($928)** | **$8,919** | [Contractual Obligations](index=18&type=section&id=Contractual%20obligations) Total contractual obligations increased to $507.6 million, driven by higher credit facility borrowings and supplier contracts, with significant payments due in 2024 and beyond Future Contractual Obligations as of June 30, 2022 | (dollars in thousands) | Total | 2022 | 2023 | 2024 | 2025 | 2026 and thereafter | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Credit Facility | $155,133 | $3,351 | $6,647 | $145,135 | $— | $— | | Convertible debentures | $164,703 | $3,431 | $6,861 | $6,861 | $6,861 | $140,689 | | Finance leases | $51,760 | $13,643 | $20,113 | $11,722 | $3,427 | $2,855 | | **Total Contractual obligations** | **$507,599** | **$50,285** | **$58,308** | **$185,430** | **$17,741** | **$195,835** | [Credit Facility](index=18&type=section&id=Credit%20Facility) The company maintained compliance with its credit facility covenants, with $154.4 million available under its $325.0 million revolving loan facility maturing in October 2024 - The Credit Facility allows for **$325.0 million in borrowings** and matures on October 8, 2024[74](index=74&type=chunk) - As of June 30, 2022, borrowings were **$140.0 million**, with $30.6 million in letters of credit issued, leaving **$154.4 million in borrowing availability**[75](index=75&type=chunk) - The company was in compliance with its **Senior Leverage Ratio (≤ 3.0:1)** and **Fixed Charge Coverage Ratio (> 1.15:1)** covenants[76](index=76&type=chunk)[77](index=77&type=chunk) [Outstanding Share Data](index=19&type=section&id=Outstanding%20share%20data) As of July 2022, the company had 28.6 million common shares outstanding and was actively repurchasing shares under its NCIB, buying back over 1 million shares in Q2 - As of July 22, 2022, there were **28,565,627 voting common shares** outstanding[81](index=81&type=chunk) Convertible Debentures Outstanding | Debenture Series | Principal Amount | Maturity Date | Conversion Price | | :--- | :--- | :--- | :--- | | 5.50% | $74,750,000 | June 30, 2028 | $24.75 | | 5.00% | $55,000,000 | March 31, 2026 | $26.25 | - Under the NCIB, the company purchased and cancelled **1,051,309 shares** during Q2 2022 at an average price of **$15.98 per share**[86](index=86&type=chunk) [Backlog](index=20&type=section&id=Backlog) The combined backlog stood at $1.604 billion as of June 30, 2022, with an estimated $374.8 million expected to be recognized in the remainder of the year Backlog Summary | (dollars in thousands) | June 30, 2022 | Dec 31, 2021 | | :--- | :--- | :--- | | Backlog | $838,753 | $841,002 | | Equity method investment backlog | $765,404 | $830,943 | | **Combined Backlog** | **$1,604,157** | **$1,671,945** | - The company estimates that **$374.8 million** of its backlog will be performed over the balance of 2022[88](index=88&type=chunk) [Accounting Estimates, Pronouncements, and Measures](index=20&type=section&id=ACCOUNTING%20ESTIMATES%2C%20PRONOUNCEMENTS%20AND%20MEASURES) This section outlines the basis of financial reporting, including a key accounting policy change for joint ventures and definitions for non-GAAP performance measures - A significant accounting policy was changed in Q3 2021 to account for unincorporated entities using the **equity method** instead of proportionate consolidation[91](index=91&type=chunk) - Key non-GAAP measures are defined, including **'Adjusted EBITDA'**, **'Free cash flow'**, and **'Backlog'**[97](index=97&type=chunk)[104](index=104&type=chunk)[105](index=105&type=chunk) [Internal Systems and Processes](index=22&type=section&id=INTERNAL%20SYSTEMS%20AND%20PROCESSES) Management concluded that the company's disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR) were effective as of June 30, 2022 - The CEO and CFO concluded that as of June 30, 2022, the company's **disclosure controls and procedures were effective**[113](index=113&type=chunk) - **No significant changes to internal controls** over financial reporting (ICFR) occurred during the quarter ended June 30, 2022[115](index=115&type=chunk) [Legal and Labour Matters](index=23&type=section&id=LEGAL%20AND%20LABOUR%20MATTERS) The company employed 1,771 staff as of June 30, 2022, with approximately 83% of its fluctuating hourly workforce being union members under collective agreements - As of June 30, 2022, the company had **195 salaried and 1,576 hourly employees**[117](index=117&type=chunk) - Approximately **83% of hourly employees are union members** covered by collective bargaining agreements[117](index=117&type=chunk) [Outlook](index=23&type=section&id=OUTLOOK) The company updated its 2022 guidance, lowering its free cash flow projection to $65-$90 million but maintaining confidence in its ability to de-lever and fund growth 2022 Full Year Guidance | Key measures | 2022 Guidance | | :--- | :--- | | Adjusted EBITDA | $200 - $230M | | Sustaining capital | $90 - $100M | | Adjusted EPS | $1.65 - $2.05 | | Free cash flow | $65 - $90M | | **Capital allocation** | | | Deleverage | $15 - $40M | | Shareholder activity | $30 - $40M | | Growth spending | $10 - $15M | | **Leverage ratios** | | | Senior debt | 1.1x - 1.5x | | Net debt | 1.4x - 1.8x | - Projected free cash flow for 2022 has been **reduced to a range of $65 to $90 million**[118](index=118&type=chunk) [Forward-Looking Information and Risk Management](index=23&type=section&id=Forward-Looking%20Information) This section outlines forward-looking statements based on current assumptions and cautions that key risks, including market fluctuations and the COVID-19 pandemic, could impact results - Forward-looking statements are based on material assumptions including **stable oil prices**, continued demand for services, and the ability to attract and retain skilled personnel[125](index=125&type=chunk) - The company has experienced **no material change in market risk** (foreign currency, interest rates) as of June 30, 2022[128](index=128&type=chunk) - **Risks related to the COVID-19 pandemic remain**, with the potential for adverse impacts from quarantines, closures, or project deferrals[129](index=129&type=chunk) [Interim Consolidated Financial Statements](index=26&type=section&id=Interim%20Consolidated%20Financial%20Statements) This section presents the unaudited interim consolidated financial statements for the periods ended June 30, 2022, prepared in accordance with US GAAP [Interim Consolidated Balance Sheets](index=26&type=section&id=Interim%20Consolidated%20Balance%20Sheets) The balance sheet shows total assets of $870.2 million and total liabilities of $591.3 million as of June 30, 2022, both nearly unchanged from year-end 2021 Consolidated Balance Sheet Summary (in thousands) | | June 30, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Assets** | | | | Current assets | $140,689 | $147,179 | | Total assets | $870,183 | $869,278 | | **Liabilities and Shareholders' Equity** | | | | Current liabilities | $141,074 | $161,034 | | Total liabilities | $591,317 | $590,815 | | Total shareholders' equity | $278,866 | $278,463 | | **Total liabilities and shareholders' equity** | **$870,183** | **$869,278** | [Interim Consolidated Statements of Operations and Comprehensive Income](index=27&type=section&id=Interim%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Income) For Q2 2022, the company reported net income of $7.5 million on revenue of $168.0 million, an increase from $2.7 million net income in the prior-year period Statement of Operations Summary (in thousands) | | Three months ended June 30, 2022 | Six months ended June 30, 2022 | | :--- | :--- | :--- | | Revenue | $168,028 | $344,739 | | Gross profit | $12,440 | $34,391 | | Operating income | $6,301 | $21,943 | | Net income | $7,514 | $21,071 | | Basic net income per share | $0.27 | $0.75 | | Diluted net income per share | $0.25 | $0.69 | [Interim Consolidated Statements of Changes in Shareholders' Equity](index=28&type=section&id=Interim%20Consolidated%20Statements%20of%20Changes%20in%20Shareholders'%20Equity) Shareholders' equity remained stable at $278.9 million, as net income of $21.1 million was largely offset by dividend payments and share repurchases Changes in Shareholders' Equity (Six Months Ended June 30, 2022, in thousands) | | Amount | | :--- | :--- | | Balance at December 31, 2021 | $278,463 | | Net income | $21,071 | | Dividends ($0.16 per share) | ($4,536) | | Share purchase program | ($18,285) | | Other (Stock comp, treasury shares, etc.) | $2,153 | | **Balance at June 30, 2022** | **$278,866** | [Interim Consolidated Statements of Cash Flows](index=29&type=section&id=Interim%20Consolidated%20Statements%20of%20Cash%20Flows) For H1 2022, cash decreased by $4.9 million, with $59.7 million generated from operations being used for investing and financing activities like PPE and share repurchases Statement of Cash Flows Summary (Six Months Ended June 30, 2022, in thousands) | | Amount | | :--- | :--- | | Cash provided by operating activities | $59,670 | | Cash used in investing activities | ($51,903) | | Cash used in financing activities | ($12,667) | | **Decrease in cash** | **($4,900)** | | Cash, beginning of period | $16,601 | | **Cash, end of period** | **$11,717** | [Notes to Interim Consolidated Financial Statements](index=30&type=section&id=Notes%20to%20Interim%20Consolidated%20Financial%20Statements) The notes detail revenue sources, joint venture performance, debt terms, and a significant accounting policy change regarding the consolidation of joint ventures - Revenue is primarily from **'Operations support services' ($317.1M for H1 2022)** and under **'Time & materials' commercial terms ($242.0M for H1 2022)**[148](index=148&type=chunk) - The company's share of net income from its investments in affiliates and joint ventures was **$14.6 million** for H1 2022, up from $9.4 million in the prior year[155](index=155&type=chunk) - **Four major customers accounted for 33%, 22%, 21%, and 15% of revenue**, respectively, for H1 2022, indicating significant customer concentration[183](index=183&type=chunk) - A change in accounting policy was adopted to use the **equity method** for certain unincorporated joint ventures, which was applied retrospectively[190](index=190&type=chunk)